(Fan Story) Jill Valentine X Josh Maxwell
by TimedWatcher
Summary: (Futa lemon warning) Out of the frying pan and into the fire...


For BraveVesperia01

* * *

A window frosted, before shattering to pieces. A rock thrown from outside. A young Josh Maxwell, fresh out of school, and fresh out of ideas.

Barletton City was under siege.

He had been chasing a crowd of people, but everytime he looked away to see an explosion or gunfire, more and more of them would be missing. Some ended up on the ground, trampled.

He didn't care to admit how he got past them.

Eventually... he was chasing no one.

He leapt atop the broken display, nearly tumbling in as he ran for the back door. On his way out, he paused while trying to undo the lock, and far into the kitchen to his left, he saw an open freezer full of tattered entrails hanging off hooks of what used to be full racks, and those responsible were still there, consuming it, their dead eyes ravenous and fighting for the yet remaining table scraps.

Snapping out of his momentary lapse of rubbernecking when one of them spotted him, he swung open the door to the alley and jumped over the set of stairs, the noise growing louder of not just the zombies, but his only way out.

As he moved past a dumpster, a red spill of something sent him careening into a bench, which he broke his fall onto with his armpits, scraping them. Before he could even think about how much it hurt, his chin turned.

Salvation.

Finally.

He forced himself up. "WAIT! WAAAAAAAAAIT!" He called helplessly to the helicopter in the sky, suddenly feeling like he shrunk on the horizon, seeing how far away it was.

'Stupid. Stupid. What a senseless waste.' Jill was still surveying for any possible last minute survivors or where they could possibly pick one up if necessary - but it wasn't looking good, now thinking of herself as her fist tightened around the rung.

Then something. There was always something that screwed up her plans... or someone.

She let her binoculars hang, as Jill stood frozen, observing him, her blue eyes squinting, believing at first his efforts were fruitless, yet still scrutinizing every one of his moves as he darted past small groups of the undead that reached for him, immersed in her spectator sport of watching this young man scrambling for dear life - well, nearly immersed - except for her pilot who kept calling to her in the scratchy sounding ear piece. She almost told him to shut up.

'He might have a chance.' They were focused mainly around Jills position on the wall, and she'd keep it that way, as she leaned over it, looking down into the mob, before discharging a round into one of them, now looking back to him after holstering her weapon - it was all up to him from here.

Josh passed grid locked cars and burned out emergency response vehicles that had infected still tied to their seats, or people that found their own way out with blown glass where their heads used to be, with a goal in mind. There was an attempt to make an artificial bridge or crash down the gate with the back of a mack truck, which clearly didn't work, but in his mind, he'd be different. He'd be the one to make it across. He monkied his way up the front of the eighteen wheeler, nearly sliding off the hood, but catching the chrome mirror that hung off the side and swinging with momentum back up on top, now barreling his way towards the chopper. The trailer rattled and thumped with his steps, drowning out their monstrous yowls.

He was gonna jump for it.

Jill knew he wouldn't make it. Not unless she got involved again.

"Jill, I need to refuel, and even if they made it here, there wouldn't be enough room."

"I knew that." She let go of the rope ladder, before watching her only escape being lifted back up by someone inside.

The pilot couldn't believe what she was doing, but he wasn't surprised. He knew Jill. "Just be careful, okay?"

"Always am." Jill reached her hand underneath the top layering over the brickwork, getting a feel for the hanging crook that was there, before sitting on the ledge. 'I haven't done something like this since high school', she thought, as she dug her heels into the overhang, before she let herself curl backwards over the edge.

'What is she doing!? I'm going to make it' He vaulted forward, now reaching for the curved stone of the wall.

'I'm not gonna make it.'

As she felt that blood rush to her head, 'Don't grab the ponytail. Do not grab the pony tail.' was all Jill was thinking as she readied herself.

Grabbing the hands of the woman that just saved his life, as she in turn did the same, his face withdrew as if he just sucked on a lemon, coming face first with the wall, smooshing his features.

After the shock of the painful vertical landing, he looked up to the uniformed girl in total awe, face to upside down face. "Wow, you're strong."

"No, you're light. Now climb up me already." He might have been light, but he could hear the exertion in her voice. As he monkey barred up, using her body as a makeshift ladder, he got a closer look at her, and it seemed like she hadn't slept in weeks, but that didn't stop her attractiveness - especially her strikingly wide nose, which framed everything perfectly about her face. As part of her jacket slipped down, he noticed her belly button, and that she had a flat stomach with just only the slightest amount of bodyfat that kept her from having full on abs. Not that he would have minded if she did...

With him off her, she caught her blue cap at the last second before it could fall down into the horde of waiting mouths.

He made it over, then grabbed at her ankles, yanking back with force, her body and head peaking over like a really strenuous situp, and with one last pull, his head tilted back and up.

He looked up to the sky in dismay. "Wait. Where's it going!?"

Jill was happy to be upright again, pulling down the hem of her dark blue jacket with dark bits of rubber on top. "To drop off civilians and refuel."

"Then it'll be back in like, an hour, right?" She could see that look of panic in his hazel eyes.

"Actually 12 hours for the brass to okay another recovery mission. 24 if we're unlucky."

"Maaaan..." He grit his teeth, the call of the dead sending goosebumps throughout his system. "Are we... are we safe?"

It was a perimeter fenced area with two guard towers you could walk between, meant for easy population corrals and rescues, but whoever was meant to open the front gate either got out of Dodge or was swallowed up somewhere before they could do their job. "Besides the front gate, the only possible way in is from a welded, reinforced door - and that's not happening."

She folded her arms in front of herself, so confident about it, while he was a wreck, her looking down on him. In those jackboot heels, Jill seemed even bigger. He was ashamed to admit to being 5'3, while she could have been 5'5 or even 5'8.

Not that he had a problem with that...

He coughed. "So are you like a... SWAT lady?" She was so geared up for the apocalypse with all her black buckle holsters that held up her equipment, while he felt underdressed in comparison - what else could she be?

She pulled down on the bill of her hat, then moved her hands to her hips and posed a little. "Actually, I'm BSAA."

He didn't keep up with the news or current events that often, but something about those letters... then it clicked, and he sputtered it out. "You mean! You mean... this was done on purpose!? But why Barletton? We're not even the most populated city in this state."

"I'm sure you've heard of what's going on around the world. It doesn't matter where and when - they'll do it. They'll do this..." She waved her gloved hand over billowing smoke off in the distance. Jill hadn't meant to sound so defeated, or so overwhelmed at the prospect. "We've been pushing for more and more drills... but there really isn't a handbook on this kind of situation."

While she was talking, his eyes bulged out of his head, hyper ventilating. "You know... I've been doing so much running... I never stopped to think that everyone I knew... my friends, my family... is now... a zombie..." He stopped for breath every couple of words, sounding delirious with out of place laughing, but now he stopped, as he started to cry, nearly passing out as he fell back.

Jill rushed to his aid. She ran a hand over his forehead, checking for fever, while looking at the rest of him, or feeling parts of him she couldn't see, checking for bites or scratches. "What's your name?" She was down to eye level with him.

"Josh." He sniffed. "Josh Maxwell."

"Josh, I'm Jill Valentine - and you've had a rough day, so you should get some sleep." She nudged her head. "There's a cot in that guard tower you can use." She smiled in a way that reminded him of his mother, so he went along with it, nodding to her blankly, and now shambling like those monsters out there. He struggled with the metal door as it creaked open to him, light from the outside creeping up walls, as he turned to the corner of the room where the army green cot had been. There was a desk with security equipment and monitors, but he didn't care, as Josh laid on this lumpy feeling half-bed, ragged and tired, staring beyond wrist overlayed over wrist, thinking back to when this was a nice neighborhood.

Asleep.

* * *

Night watch. The city at a cool and frightening stand still after they had dispersed, losing interest after not being able to get to them for so long. It reminded her of many cities, but one in particular.

6 hours before she'd get clearance to be picked up.

She needed a break.

Jill secured her UMP at her side as she sat in a wooden chair, leaning back casually, her legs spreading open wide, the back of her neck resting on the crest of her seat, as she let out a sigh of relief - the inside of her silver white, cargo fatigue jeans was packed tighter than sausage casing, patting down the print her meat outlined on her right thigh. She could sense how long it had been since she had showered.

God, she was horny.

She began to strip, starting with the easy stuff, which was her strapped on items, some of it landing with pings or dings as she let them slide off her, then chucking her headset on the desk behind her. She could leave her jacket on, but the pants had to go. Jill tried to pull them down, but her thumbs could barely get past the lining, snug as a bug. She relaxed, then held her breath, as part of her pants and panties came down in one tug, and out it spilled from its prison.

Even now, she couldn't help but admire herself: She was 9 inches, pink headed and with a pale, girthy, shaft. Cradling it with one hand, she loved how she needed both of them to get the most out of it at full mast. She began stroking herself, slow and steady, sucking in her lips at how it looked with dew leaking. She stopped for a moment, undoing the half zipper on her jacket as far as it could go, fanning herself as soon as it was down, then right back to holding the base, her legs stretched out, the chair tilting back, really getting into it, her loins begging for release-

RAAAAARZzzzz

The sound of the snarl had Jill up and armed, though she felt silly with both her weapons out, one flopping around between her legs. She was still ready to fight any virus made abomination, but realised it was just a snore. 'Oh right, the boy there.' She felt stupid.

She also felt something else as she spied on him.

Her lower half throbbed as it grew back up again, as Jill now felt herself drawn to him like how the blood was drawing back into her prick.

Just as about wet slit met lip, she pulled her pelvis away, as if last one instinctual attempt in trying to dissuade her actions. Could she really be this sleazy? Her past deeds made that abundantly clear that she was, and besides, the idea of having shame ended long ago when she was already beating her meat in a zombie infested city inside a cramped room, with a total stranger.

Jill lined herself up, aiming at his facial features, and if she were pointing the other way, she'd be longer than his skull. She thought about how he had things she liked in a man, soft and feminine, as she jerked herself over his plush lips and his spritely face, crowding over him, nudging herself closer and closer, thinking that there'd be nothing wrong if her moist toadstool just brushed against his lips. He wouldn't even feel it or remember it. He'll lick his lips, taste something salty, wonder why for a minute, and that'll be the end of it. Her two handed motions became almost beastial, as she did everything in her power to still try to keep herself from entering his mouth. 'Oh god, I just want to rape that mouth of his' She squeezed her heavy grape fruits hard, edging herself, really wanting to enjoy this.

"Jill... what are you doing?" Josh asked with a haggard voice and lids closed.

She flew back, knuckles across her face. "Uhm. Nothing." She hunkered down, hiding anything between her legs from his purview, just in time for him to open his eyes. She then replaced her cock tip with her own lips, kissing him hurriedly. "Josh - do you have a girlfriend?"

"No." He might have been too quick to offer up that information, his cognitive abilities not the best at the moment, worried it might make him look like a loser, but at least she didn't know he NEVER had a girlfriend... wait... why was she asking him that? "Ms. Valentine..." He gulped. "Are we about to die?" Something like this was usually reserved for worst case or extreme scenarios, otherwise, why would a beautiful girl like her be interested in a guy like him?

"You might, after seeing this." She stood, proudly - he gasped. The spongey headed and pink cock came at him in 3D, pushing past his teeth like a bulldozer, imagining them chipping if it were made of stone - though it could have fooled him - tears came down his face as Jill, his heroine, the one that saved him, was now trying to gag him with a cock he didn't even know she had. He looked up, expecting an answer, only seeing a smirk, her blue eyes wild and demanding. His face puffed out, trying to breathe past it, but it just made him sound like he was gonna regurgitate. *MRMPH* *SHLRP* Josh spat with a gurgle noise, a bridge of spit connecting her cock to his mouth as she left him.

Josh mule kicked the cot between them, but this barrier, unlike the front gate, wouldn't keep Jill away from him. He cowered back into a wall, feeling like he had nowhere to run or hide in this box - unsure if the world outside was much worse than the world in here.

Jill approached with a confident stride, looking down on him smugly. Meekly, he raised his fists, but even he knew they were false. "I'm rescuing you, and this is how you want to repay me?" Using it as an opening, she twisted his arm behind his back, pressing up against him, rubbing her heavy chest into the back of his neck. "I know plenty of methods on apprehending perps." She ratcheted up the pressure every time he tried to escape, letting him know who was in control. "Including on how to break an arm." His resistance stopped there. "Now I'm gonna let this go and you're gonna be compliant, okay?" She asked it so sweetly, mocking him.

"Uh huh~." He sounded so pathetic.

The pain subsided, but still smarting.

Jill let go, but her hands wandered, wondering if she saw before wasn't just her imagination. She began caressing him, admiring his body, appreciating the hour glass figure, but particularly his bottom. Jill then took a pinching handful of him. "My my, your hips and ass stick out in a way that they shouldn't on a boy." She steamed out her nose and up his spine with a whisper. "I noticed before, but I just didn't say anything - just doing my job, you know."

It's not his fault he had a big butt! He liked to run, and the exercises he did ended up giving him this shape. He wanted to say that out loud and excuse his failures, but he was too cowardly to, scared of this older woman with a penis and what she might do.

What she will do.

She began to sway with him, humping him a little with her erection, it acting as her baton, before letting him go. "Up against it - and spread 'em." His hands shook as his palms pressed, his legs shuffling to the sides. "Now take your pants off." He wanted to say 'I can't.', but Jill had a ready response. "I said take 'em off." She pantsed him, and it felt a million times worse with a girl doing it. On reflex from a bad experience, he turned and covered himself.

Grabbing onto his firm globes, she swung him back around, caring little for his penis. Jill started with tentative licks, tracing lines around the starfish. Josh felt like he was a kitten to an overly grooming mama cat, unsure if he was enjoying it, but it was... interesting. He would have never thought to have any girl touch him there - not that he ever got that far. Jill then turned her hat backwards before sticking her face between his cheeks, tonguing his anus deeply, unafraid of pushing past his boundaries, nose resting on his crack, taking an impassioned whiff of his young musk. It felt like there was a strawberry darting back and forth inside him, swirling around, and he wanted to reach back and push her in further, wanting it deeper, but he knew what might happen to that arm.

Retracting her tongue from the tight hole, she made an appreciative noise, as if she just ate something delicious, still holding his cheeks open, letting in the cold night air circulate around his pucker, making him shiver. "Guess you're ready for it." His heartbeat began thudding in his ears. Oh no- GUH

The head pressed, pushing past his defenses that her tongue had previously breached. She watched herself sink into him with relative ease. "Oh, it went so easily - are you really a virgin?" She playfully chided.

"I... I am..." His answer came in nervous sweats - he was telling the truth! But it felt like he was made for her cock, like a lock that had found its key...

She slapped his ass. "You liar, unless this is a pussy!" She drilled him hard. "Is this a pussy!?"

"Noooo!" His denial turned into a moan. Why did he sound like that? This hurt like hell, yet... he could feel himself pushing back, being more receptive to Jills advancing body and invading member, wanting to grind against something with his tingling extremity, hoping he wouldn't get caught enjoying himself.

Jill loved it - she wasn't even moving her hips and he was doing the work. He was already breaking, and it was moments like this that she understood why Wesker experimented on and tortured her - the power one wielded to control others and make them bow to your whims was intoxicating.

Speaking of former STARS members, his short and light brown hair waving around reminded Jill of Rebecca, making her lick her lips at the memory of how she would bully that brat, which started out as just a little hazing, to groping pranks, to full on sexual assault as she cornered her in the womens shower, remembering her wailing, the tears down her face as she begged Jill to fuck her in the ass instead so she wouldn't get pregnant, as she was "only eighteen!". She only agreed for PR reasons, not wanting to throw the reptuation of STARS into the gutter by causing a scandal like that - how do you explain a woman impregnating another woman? - but Jill later came to regret that decision when they'd disband so soon after the mansion incident anyway.

Jill never saw her after that, but she would find Rebecca one day and fill her tummy full of little Jills, but until then, this Josh kid would do well as her fleshlight.

"You know, maybe you were right - maybe I am just strong." She grabbed at his thighs, using her third leg to hold him up as she took hold of his ankles, spreading him wide open, looking like she had speared him down on her length. "Imagine if your parents saw you like this, my large, girly dick, in your ass."

"NYOOOOHOOHO!" He covered his face in embarrassment, imagining those security systems had their cameras pointed at him, filming everything, his pathetic looking penis in contrast to Jills.

Jills moonlight colored ass wobbled and bounced with every thrust into Josh, as he caterwauled in her grasp, wishing he had a set of tits she could tease and flick the nipples of. "Oh wait, they can't, you little slut - that means you're all mine." She licked his face. "Are you gonna cry, little slutboy?" He already had been, but she was just rubbing salt in the wound. While forcing him to ride up and down, she forced a kiss on him. Jill looked determined and intense, while Josh's crying was quieted by the liplock - thinking about how her tongue had an off taste to it was better than thinking about his parents. He couldn't believe she was his first kiss..

Jill clenched her jaw, her fangs baring, pace unwavering, before she screamed out. "Aah... aah... aaaaaaaaa! Oh fuck!" That's when he felt an overwhelming filling of a watery substance sloshing around his guts. He wanted it to stop, but with every violent spasm she made, Jill sprayed more and more of it into him, falling slowly to her knees with him; she then dropped him, before crawling atop him, her pelvis giving his warm insides a final, squishy, stab.

As she pulled her stopgap from him, he uncorked, and Josh fired out Jill's cum like a waterpistol, strong at first, but gradually running out, becoming creamy white droplets out of his gaping entrance.

On her haunches above the gunk that now stained the floor, staring down into her circumcised tools weeping and red urethra, the coiled, six inch snake, sat limp, and like an all consuming fog lifted, her mind reeled. 'What have I done!?'

"Josh!" She shook him, concerned. He seemed catatonic, but his drooling mouth closed and his lids opened wider, finally making contact with her gaze. "Josh, I'm sorry. Every couple hours I get crazy and I need to relieve myself - watching over you and making sure you were safe, I couldn't do that." She bowed, hands pressed together. "Please forgive me."

Josh thought about it, wiping his lip, a feeling of emptiness. "How many hours before pick up?"

She counted in her head. "Five and a half?"

"Guess we should do it again." He presented himself to Jill with a wiggle. "Who knows what you might do."


End file.
